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In the stalactite caves on Cerise Island, Green is still walking with Koga's right arm draped across his back. The two soon find themselves lost amid the maze created by the stalactite barriers, and Green feels that something is interfering with his sense of direction. Koga remarks that something is on the ground ahead, and walks over to find that it is the broken tail of his own Arbok that got gnawed off by Agatha's pokemon earlier. The two immediately realize that they are circling round and round in the caves, and try to figure a way to get out.

Koga starts to get short of breath, and says it is not normal for him to lose so much strength simply from a leechlife of Golbat. He suspects that something else is draining away his energy, and Green tells him to take it easy. Green suddenly hears a stir from behind and quickly spins around, but whatever just came out has disappeared into their shadows again. The boy looks down and notices his own shadow lengthening, and quickly releases his Golduck to prepare. Koga calls out his Koffing, but a Gengar shoots out from Golduck's shadow without warning and knocks down both Golduck and Koffing.

Green checks on his Pokedex, and reads that Gengars can mimick the shadows of others and hide in them. He tells Koga to watch out, and releases Charizard, Ninetales and Scyther. He orders a combined flamethrower, firespin and slash attack on Koga's shadow, but Gengar moves into the boy's shadow and shoots out to strike down Ninetales. It then enters the shadow of Charizard and knocks out both the fire dragon and the green mantis. Green grunts that Gengar changes places too quick, and immediately withdraws his pokemons. Koga realizes Gengar must have drained his strength in his shadow, and understands why he got weak so suddenly.

Green remarks that Gengar ambushes by using the counter attack, and calls out his Porygon. He orders a conversion from it, and Gengar shoots out again to strike at it, but the attack goes through Porygon and Green explains that Porygon has changed itself to ghost type, which is immune to physical attacks. Gengar returns to the shadows and re-emerges after a while to swat at the boy instead. Green orders Porygon to use sharpen, but the ghost pokemon is too quick to be touched. Green gets frustrated, and wonders how to deal with the shadow pokemon.

Meanwhile, at the Science Museum in Pewter, Brock orders one of his Geodudes to protect the tank of Kabutos, while heading out with the rest to deal with the Machops. Smoke fills the whole city, and most of the buildings have been torn down by the fighting pokemons. Brock orders his Geodudes to unleash a double-edge, but a Machop ducks under and charges towards the Pewter gymleader. At Celadon, Shellders are fastening Erika tight with their clamp attack. Erika orders a constrict from her Tangela to drive off the Shellders, then commands an absorb, growth combo to take them down. A woman of the Celadon Troop runs up to alert Erika of the new situation in other cities, and the Celadon gymleader quickly calls Misty.